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RESOLUTION 96-033 <br /> SECTION 3 . The Trust Agreement to be prepared with the <br /> assistance of City staff and the City Attorney, is hereby approved. <br /> The Mayor (or the authorized representative of the Mayor) , the City <br /> Manager and the Clerk of the Council are hereby authorized and <br /> directed to execute and deliver the Trust Agreement with such <br /> changes, insertions and omissions as may be approved by the officer <br /> executing the same and the City Attorney, said execution being <br /> conclusive evidence of such approval . <br /> SECTION 4 . The Contract of Purchase to be prepared with the <br /> assistance of City staff and the City Attorney, is hereby approved. <br /> The Mayor (or the authorized representative of the Mayor) , the City <br /> Manger and the Clerk of the Council are hereby authorized and <br /> directed to execute and deliver the Contract of Purchase with such <br /> changes, insertions and omissions as may be approved by the officer <br /> executing the same and the City Attorney, said execution being <br /> conclusive evidence of such approval . <br /> SECTION 5 . The execution and delivery of the Certificates, on <br /> the terms and conditions specified in the trust Agreement, is <br /> hereby approved. <br /> SECTION 6. The City shall not take, nor permit nor suffer to <br /> be taken, any action with respect to the proceeds of the <br /> Certificates to be "arbitrage bonds" within the meaning of Section <br /> 148 (a) of the Internal Revenue Code of 1986 , as amended (the <br /> "Code") and applicable regulations. <br /> SECTION 7 . The draft Preliminary Official Statement to be <br /> prepared with the assistance of City staff and the City Attorney, <br /> is hereby approved. The Mayor of the City (or directed to execute, <br /> approve and deliver the final Official Statement with such changes, <br /> insertions and omissions as the officer or officers executing said <br /> document may require or approve, such approval to be conclusively <br /> evidenced by the execution and delivery thereof. Westoff, Cone & <br /> Holmstedt, Inc. is hereby authorized to distribute copies of said <br /> Official Statement in preliminary form to persons who may be <br /> interested in the purchase of the Certificates and is directed to <br /> deliver copies of the final Official Statement to all actual <br /> purchasers of the Certificates. The Mayor (or the authorized <br /> representative of the Mayor) or the City Manager is authorized, <br /> upon completion of the Preliminary Official Statement, to execute <br /> a certificate" deeming final" such Preliminary Official Statement, <br /> as required by Rule 15c2-12 of the Securities and Exchange <br /> Commission. <br /> SECTION 8 . The Mayor, Clerk of the Council, City Manager and <br /> any other officer of the City, acting singly, be and each of them <br /> hereby is authorized and directed to execute and deliver any and <br /> all documents, instruments, including bills of sale, grant or other <br /> deeds and to do and cause to be done any and all acts and things <br /> necessary or proper for carrying out the transactions contemplated <br /> by the Trust Agreement, the Installment Purchase. Contract, the <br /> Contract of Purchase and this Resolution, including without <br />